Non Discretionary Investment Advisory Agreement Template for Hong Kong

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Key Requirements PROMPT example:

Non Discretionary Investment Advisory Agreement

"I need a Non-Discretionary Investment Advisory Agreement for our Hong Kong-based investment firm to provide advisory services to a multinational corporate client with subsidiaries in Asia, including specific provisions for cross-border advisory services and group company arrangements, to be effective from March 2025."

Document background
The Non-Discretionary Investment Advisory Agreement is essential for investment advisory relationships in Hong Kong where the advisor provides professional investment recommendations but the client maintains final decision-making authority over their investments. This document is required for compliance with Hong Kong's Securities and Futures Ordinance and SFC regulations, typically used when establishing formal advisory relationships with individual, corporate, or institutional clients. The agreement covers crucial elements including service scope, fee structures, risk disclosures, compliance obligations, and client protections, while ensuring clear documentation of the non-discretionary nature of the relationship. It's particularly important for licensed investment advisors operating in Hong Kong's financial markets who must demonstrate clear compliance with regulatory requirements while providing investment advisory services.
Suggested Sections

1. Parties: Identification of the investment advisor and the client, including licensing and registration details of the advisor

2. Background: Context of the agreement and brief description of the services to be provided

3. Definitions: Definitions of key terms used throughout the agreement

4. Appointment and Scope of Services: Detailed description of the non-discretionary investment advisory services to be provided

5. Client Representations and Warranties: Client's confirmations regarding their status, capacity, and understanding of investment risks

6. Advisor Representations and Warranties: Advisor's confirmations regarding licensing, capacity, and regulatory compliance

7. Investment Advisory Process: Process for providing investment advice and client's role in making investment decisions

8. Fees and Expenses: Structure and calculation of advisory fees, payment terms, and other applicable expenses

9. Compliance with Laws: Obligations regarding regulatory compliance, including SFC requirements and AML regulations

10. Confidentiality and Data Privacy: Obligations regarding confidential information and personal data protection

11. Risk Disclosures: Mandatory risk warnings and disclosures required by regulations

12. Limitation of Liability: Extent and limitations of advisor's liability

13. Term and Termination: Duration of agreement and circumstances for termination

14. Notices: Process and requirements for formal communications between parties

15. General Provisions: Standard contractual provisions including governing law, assignment, and amendments

Optional Sections

1. Group Company Arrangements: Additional provisions when the client is part of a corporate group or when the advisor provides services to related entities

2. Specialized Investment Strategies: Specific provisions for particular investment strategies or asset classes

3. Research Services: Details of any additional research services provided to the client

4. Transaction Reporting: Specific reporting requirements beyond standard performance reporting

5. Sub-Advisory Arrangements: Provisions for cases where sub-advisors may be appointed

6. Cross-Border Services: Additional provisions for clients receiving services across multiple jurisdictions

7. Soft Dollar Arrangements: Provisions regarding soft dollar benefits and commission sharing

8. Electronic Services: Terms for any electronic platform or digital service delivery

Suggested Schedules

1. Schedule 1 - Fee Schedule: Detailed breakdown of all fees, charges, and calculation methods

2. Schedule 2 - Investment Guidelines: Specific investment guidelines, restrictions, and preferences of the client

3. Schedule 3 - Authorized Persons: List of persons authorized to give instructions on behalf of the client

4. Schedule 4 - Reporting Requirements: Details of reports to be provided, including format and frequency

5. Appendix A - Risk Disclosure Statement: Detailed risk disclosures required by Hong Kong regulations

6. Appendix B - Privacy Policy: Detailed privacy policy and personal data handling procedures

7. Appendix C - Compliance Requirements: Specific regulatory and compliance requirements applicable to the service

8. Appendix D - Service Level Agreement: Detailed service standards and response times

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Financial Services

Investment Management

Wealth Management

Banking

Insurance

Asset Management

Private Equity

Family Office Services

Professional Services

Corporate Advisory

Relevant Teams

Legal

Compliance

Investment Advisory

Client Relations

Operations

Risk Management

Portfolio Management

Wealth Management

Investment Strategy

Client Services

Relevant Roles

Investment Advisor

Compliance Officer

Legal Counsel

Portfolio Manager

Relationship Manager

Chief Investment Officer

Risk Manager

Investment Consultant

Wealth Manager

Client Services Director

Operations Manager

Chief Executive Officer

Chief Compliance Officer

Financial Advisor

Investment Strategist

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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